Item 1.01. Entry into a Material Definitive Agreement.

Amendment to NBH Loan Agreement and to 8% Secured Promissory Note

On March 31, 2023, in exchange for a prepayment of One Million dollars ($1,000,000) of the currently outstanding principal of the loans under Loan Agreement dated as of September 2, 2022 (as amended by a First Amendment to Loan Agreement dated as of December 21, 2022, and as further amended from time to time, the "Loan Agreement") among Meta Materials Inc. (the "Company"), as lender, and Next Bridge Hydrocarbons, Inc. ("NBH") and its subsidiaries (NBH together with its subsidiaries, "Next Bridge"), the Company and Next Bridge (a) extended the maturity date of the loans under the Loan Agreement from March 31, 2023 to October 3, 2023, and (b) increased the total amount of commitments and loans made by the Company to Next Bridge under the Loan Agreement to $7,589,361.77 (before giving effect to such $1,000,000 prepayment) in aggregate principal.

In addition, on March 31, 2023, the Company and NBH amended the 8% Secured Promissory Note, dated October 1, 2021 (as amended by that certain First Amendment Agreement, dated as of September 2, 2022, and as further amended from time to time, the "Secured Note"), issued and payable by NBH to the Company, to extend the maturity date of the Secured Note from March 31, 2023 to October 3, 2023. The existing liens securing the Secured Note were also reaffirmed by the grantors of such liens.

The preceding descriptions of the amendments are qualified in their entireties by reference to the full texts of the copies of the First Amendment to the Loan Agreement filed herewith as Exhibit 2.1, the Second Amendment to the Loan Agreement filed herewith as Exhibit 2.2, the First Amendment to the Secured Note filed herewith as Exhibit 2.3, and the Second Amendment to the Secured Note filed herewith as Exhibit 2.4, in each case, to this Current Report on Form 8-K, respectively, which are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.




(d) Exhibits

Exhibit
  No.       Description

2.1           First Amendment to Meta Materials Inc. - Next Bridge Loan Agreement,
            dated as of December 21, 2022

2.2           Second Amendment to Meta Materials Inc. - Next Bridge Loan
            Agreement, dated as of March 31, 2023

2.3           First Amendment to Meta Materials Inc. & Oilco Holdings Inc - 8%
            Promissory Note, dated September 2, 2022

2.4           Second Amendment to Meta Materials Inc. & Oilco Holdings Inc - 8%
            Promissory Note, dated as of March 31, 2023

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document).

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses